Cut off the bottom half of the egg carton and set it aside. Paint the remaining piece of carton black on the outside (all sides).

On the inside of the carton, paint one-third black (bottom and sides) and the remaining two-thirds white. Where the black and white paint meet, pinch the carton sides closer together to create a neck.

Make and Paint Wings and Feet

Use the remaining bottom half of the egg carton to cut out shapes for two wings and two feet. Paint the wings black and the feet orange. Glue in place.

Make Eggs and Beak

Use another piece of the carton top to cut out two connected egg cups that have a triangular tab between them. These will be the eyes and the beak. Paint the pupils black and the beak orange as shown. Glue this piece inside the painted egg carton to make a face.

Use Your Pencil Holder

Lay your penguin on its back and fill its belly with pencils, crayons, and markers.